Company data in an assignment for the benefit of creditors (ABC)

This page is general information, not legal advice. ABC rules differ by state. Ask your own counsel.

If you are the assignee in an assignment for the benefit of creditors (ABC), the company’s data may be one of the assets you can bring value from. Four checks decide whether a data deal is possible and on what terms: who has authority to agree, what the company promised about its data, what its customer contracts allow, and what personal data is inside.

This page walks through those checks in the order an assignee usually meets them, then shows how to see which AI data buyers fit the company.

Company data in an ABC: what the assignee checks first

• Data is not automatically free to license because the company is winding down. What the company promised its customers about their data may still limit how it can be used. Check the promises first.
• The assignee may have authority to act for the estate. Before you agree to a deal, confirm the assignment, any court order, any liens and the rights the company holds in each dataset.
• A company that is closing or has closed may still have data it can license. That depends on the process, who holds the rights in the data, its contracts, its privacy promises and any approvals it needs. One application checks the company against every buyer we work with. No files and no company records are needed to start.

How an ABC treats company data

In an ABC a company assigns its assets to an assignee, who turns them into money and pays creditors. The rules are set state by state.

• Florida. Chapter 727 of the Florida Statutes lists the assignee’s duties. The first is to “collect and reduce to money the assets of the estate, whether by suit in any court of competent jurisdiction or by public or private sale” (section 727.108(1)). The chapter defines an asset as “a legal or equitable interest of the assignor in property”, and its definition covers intangible property (section 727.103(1)). That duty does not settle how a sale must be done. In Florida, a sale outside the ordinary course follows the notice and objection process in section 727.111(4).
• California. Section 493.010 of the Code of Civil Procedure defines a “general assignment for the benefit of creditors” as an assignment that meets three requirements. It is an assignment of “all the defendant’s assets that are transferable and not exempt from enforcement of a money judgment”. It is for the benefit of “all the defendant’s creditors”. And it “does not itself create a preference of one creditor or class of creditors over any other creditor or class of creditors”, although it “may recognize the existence of preferences to which creditors are otherwise entitled”. Section 1800 lets the assignee recover certain earlier transfers to creditors. It does not authorize a data sale or set how a sale is noticed or approved.

Other states have their own rules. Check the law of the state where the assignment is made.

Read the assignment itself. Ask three things:

1. Does it list the company’s data, or does it cover “all assets” in general terms?
2. Does it carve out anything, such as customer-owned data or records the company must keep?
3. Does it limit the assignee’s power to sell or license?

Six checks before a data deal in an ABC

Work through these six checks in order. Each one can stop a deal or change its terms.

Six checks before a company data deal in an ABC.

Check	What to look at	Why it matters
1. Who signs	The assignment agreement and the board approvals behind it. Who now holds the company's assets, and who may sign for the estate.	Before OpenTrain refers a company to a buyer, the person submitting the referral must state that they are authorized to act for the company or its estate, as applicable, and agree to the referral. OpenTrain relies on that statement and does not verify the authority. The assignee must verify that authority separately.
2. The privacy promise	Every privacy policy and notice the company published since it began collecting data, with dates. In-app notices, sign-up terms and promises to named customers. Look for statements about sharing, selling, transfer in a merger or sale, and AI use.	A promise to individuals can limit what may be done with their data. In a US bankruptcy, section 363(b)(1) limits a sale or lease of personally identifiable information where the company disclosed a policy that bars transfer to unaffiliated parties and the policy was in effect when the case began (see the section 363 guide below). Ask counsel how a promise applies in an ABC.
3. Customer contracts	Large customer contracts and data processing agreements. Who owns the data. Whether the company only processed it for the customer. Confidentiality. Deletion duties. Whether the contract can be assigned.	If the company holds data only for a customer, it may not have the right to license it. Check ownership, the processing instructions, confidentiality, and the assignment and sub-processing terms.
4. Personal data	Which datasets include personal details about customers, staff or others. Which laws apply to them: state privacy laws, sector laws for health, finance or children, and, where people in Europe or the UK are involved, the GDPR or UK GDPR may apply.	Personal data can bring legal limits. Ask counsel which apply in a wind-down. Staff records can be personal data too.
5. Rights in what is inside	Data copied from public sources, bought datasets, open-source or licensed content, data supplied by other companies.	The company can pass on only the rights it holds. Florida defines an asset of the estate as 'a legal or equitable interest of the assignor in property'.
6. A buyer's provenance questions	Where each dataset came from, when, under what notice or contract, what was done to it, how deletion requests were handled.	A buyer will ask. If you cannot answer, say so before you are asked.

1. Who signs

What to look at

The assignment agreement and the board approvals behind it. Who now holds the company's assets, and who may sign for the estate.

Why it matters

Before OpenTrain refers a company to a buyer, the person submitting the referral must state that they are authorized to act for the company or its estate, as applicable, and agree to the referral. OpenTrain relies on that statement and does not verify the authority. The assignee must verify that authority separately.

2. The privacy promise

What to look at

Every privacy policy and notice the company published since it began collecting data, with dates. In-app notices, sign-up terms and promises to named customers. Look for statements about sharing, selling, transfer in a merger or sale, and AI use.

Why it matters

A promise to individuals can limit what may be done with their data. In a US bankruptcy, section 363(b)(1) limits a sale or lease of personally identifiable information where the company disclosed a policy that bars transfer to unaffiliated parties and the policy was in effect when the case began (see the section 363 guide below). Ask counsel how a promise applies in an ABC.

3. Customer contracts

What to look at

Large customer contracts and data processing agreements. Who owns the data. Whether the company only processed it for the customer. Confidentiality. Deletion duties. Whether the contract can be assigned.

Why it matters

If the company holds data only for a customer, it may not have the right to license it. Check ownership, the processing instructions, confidentiality, and the assignment and sub-processing terms.

4. Personal data

What to look at

Which datasets include personal details about customers, staff or others. Which laws apply to them: state privacy laws, sector laws for health, finance or children, and, where people in Europe or the UK are involved, the GDPR or UK GDPR may apply.

Why it matters

Personal data can bring legal limits. Ask counsel which apply in a wind-down. Staff records can be personal data too.

5. Rights in what is inside

What to look at

Data copied from public sources, bought datasets, open-source or licensed content, data supplied by other companies.

Why it matters

The company can pass on only the rights it holds. Florida defines an asset of the estate as 'a legal or equitable interest of the assignor in property'.

6. A buyer's provenance questions

What to look at

Where each dataset came from, when, under what notice or contract, what was done to it, how deletion requests were handled.

Why it matters

A buyer will ask. If you cannot answer, say so before you are asked.

The bankruptcy privacy rule, as a comparison

Section 363(b)(1) of the Bankruptcy Code is written for a trustee in a bankruptcy case. It says that where a company disclosed to an individual a policy prohibiting the transfer of personally identifiable information to persons not affiliated with it, and that policy is in effect on the date the bankruptcy case begins, the trustee may not sell or lease that information unless one of two things is true. Either the sale or lease is consistent with the policy, or the court approves it after a consumer privacy ombudsman is appointed and after notice and a hearing, on the conditions the section sets. The guide on section 363 sales sets out those conditions, including the finding about nonbankruptcy law.

This page uses the Bankruptcy Code rule as a comparison. Ask counsel which ABC law, court order, contracts and privacy rules govern this assignment.

Six steps before you talk to any buyer

1. Keep the data as it is. Ask counsel before deleting or changing records. Some records may have retention duties.
2. Write a plain inventory: what the data is, where it sits, what it covers, and who touched it.
3. Collect the privacy policies, notices, and customer contracts from the six checks.
4. With counsel, decide which datasets could be put forward and which stay out.
5. Confirm who may sign for the estate.
6. Only then speak to a buyer.

For what a buyer will want to see, read preparing a data room for an AI data buyer.

Common questions about company data in an ABC

Does an ABC let the assignee ignore a privacy promise?

Do not assume so. Ask counsel how your state's ABC law and your assignment treat the promise. In a US bankruptcy, section 363(b)(1) limits the sale of personally identifiable information where the company's policy barred transfer to unaffiliated parties and was in effect when the case began; see the guide on section 363 sales.

Does an ABC sale need court approval?

Florida section 727.111(4) normally requires at least 21 days' mailed notice to the assignor and all creditors before a sale outside the ordinary course. An objection must be filed and served within 21 days after service of the notice. If an objection is filed, the court holds a hearing. If no objections are timely filed and served, the assignee may take the action described in the notice without a further court order. Under section 727.111(6), the court may shorten the notice period or limit who receives notice for good cause. Ask counsel about the required recipients, service and any court order in your case. Other states set their own rules, so ask counsel.

Can the data be made anonymous so these checks fall away?

That is a question for counsel. Whether removing names changes the legal answer depends on the data and the law that applies.

What does it cost to check?

You pay OpenTrain nothing.

Sources

• Florida Statutes section 727.103, definitions. Florida Senate.
• Florida Statutes section 727.108, duties of assignee. Florida Senate.
• Florida Statutes section 727.111, notice and negative notice. Florida Senate.
• California Code of Civil Procedure section 493.010. California Legislative Information.
• California Code of Civil Procedure section 1800. California Legislative Information.
• 11 U.S.C. section 363. Office of the Law Revision Counsel, U.S. House of Representatives.

Sources: Amounts in "How much a closing company can earn": the AI data buyer's own data-licensing page, read October 29, 2026. You see the buyer's name and link when you see which buyers fit. Business Insider, 'AI labs are fueling a wild market for your Slack DMs', October 13, 2026. Read October 24, 2026.